Sunesis Announces Pricing of $25 Million Offering of Securities
July 11 2019 - 12:30AM
Sunesis Pharmaceuticals, Inc. (NASDAQ: SNSS) today announced the
pricing of underwritten public offerings of (i) 33,333,667 shares
of its common stock and (ii) 8,333 shares of its non-voting Series
F Convertible Preferred Stock (“Series F Stock”). The public
offering price of each share of common stock is $0.60 and the
public offering price of each share of Series F Stock, convertible
into 1,000 shares of common stock, is $600.
Sunesis expects to receive combined gross
proceeds of approximately $25 million from these offerings, before
deducting the underwriting discounts and other estimated offering
expenses. Sunesis has granted the underwriters a 30 day option to
purchase up to an additional 5,000,050 shares of common stock to
cover over-allotments, if any. These offerings are expected to
close on or about July 15, 2019, subject to customary closing
conditions.
Each share of non-voting Series F Stock is
convertible into 1,000 shares of Sunesis common stock, provided
that conversion will be prohibited if, as a result, the holder and
its affiliates would own more than 9.98% of the total number of
shares of Sunesis common stock then outstanding (the “Beneficial
Ownership Limitation”); provided, however, that a holder may, upon
written notice to the Company, elect to increase or decrease the
Beneficial Ownership Limitation (not to exceed the limits under
Nasdaq Marketplace Rule 5635(b), to the extent applicable). Sunesis
anticipates using the net proceeds from the offerings to fund
ongoing development of vecabrutinib, ongoing research and
development, and general corporate purposes.
Wells Fargo Securities, LLC and Oppenheimer
& Co. Inc. are acting as joint book-running managers in these
offerings.
The securities described above are being offered
by Sunesis pursuant to a shelf registration statement previously
filed with the Securities and Exchange Commission (the "SEC"),
which the SEC declared effective on November 21, 2017. A
preliminary prospectus supplement related to each of the offerings
has been, and a final prospectus supplement related to each of the
offerings will be, filed with the SEC and will be available on the
SEC's website at http://www.sec.gov. Copies of the final prospectus
supplements and the accompanying prospectus relating to these
offerings, when available, may be obtained on the SEC's website or
from the offices of Wells Fargo Securities, LLC, Attention: Equity
Syndicate Department, 375 Park Avenue, New York, New York 10152, or
by email at cmclientsupport@wellsfargo.com, or by telephone at
(800) 326-5897; or from Oppenheimer & Co. Inc., Attention:
Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New
York, New York 10004, by telephone at 212-667-8055, or by email at
EquityProspectus@opco.com.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in any state or
other jurisdiction in which such offer, solicitation or sale would
be unlawful prior to the registration or qualification under the
securities laws of any such state or other jurisdiction.
About Sunesis
Pharmaceuticals
Sunesis is a biopharmaceutical company
developing novel targeted inhibitors for the treatment of
hematologic and solid cancers. Sunesis has built an experienced
drug development organization committed to improving the lives of
people with cancer. The Company is focused on advancing its novel
kinase inhibitor pipeline, with an emphasis on its oral
non-covalent BTK inhibitor vecabrutinib. Vecabrutinib is currently
being evaluated in a Phase 1b/2 study in adults with chronic
lymphocytic leukemia and other B-cell malignancies that have
progressed after prior therapies.
SUNESIS and the logos are trademarks
of Sunesis Pharmaceuticals, Inc.
Forward-Looking Statements
This press release contains forward-looking
statements, including statements related to the anticipated gross
proceeds from the offerings and expectations regarding the
completion, timing and use of proceeds of Sunesis’ offerings. Words
such as "may," “intend,” “will,” “potential,” and similar
expressions are intended to identify forward-looking statements.
These forward-looking statements are based upon Sunesis' current
expectations. Forward-looking statements involve risks and
uncertainties. Sunesis' actual results and the timing of events
could differ materially from those anticipated in such
forward-looking statements as a result of these risks and
uncertainties, which include, without limitation, risks related to
market conditions and the satisfaction of customary closing
conditions related to the offerings. These and other risk factors
are discussed under "Risk Factors" in the applicable prospectus
supplement and in Sunesis' Quarterly Report on Form 10-Q for the
quarter ended March 31, 2019 and Sunesis' other filings with the
Securities and Exchange Commission. Sunesis expressly disclaims any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein to
reflect any change in Sunesis' expectations with regard thereto or
any change in events, conditions or circumstances on which any such
statements are based.
Investor and Media Inquiries:Maeve ConneightonArgot
Partners212-600-1902 |
Willie QuinnSunesis Pharmaceuticals, Inc.650-266-3716 |
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